Entry into a Material Definitive Agreement, Creation of a Direct Financi

Item 1.01. Entry into a Material Definitive Agreement

On March 11, 2013, OCZ Technology Group, Inc. (the "Company"), entered into a
Loan and Security Agreement (the "Loan Agreement") with Hercules Technology
Growth Capital, Inc. ("Hercules" or the "Lender"), pursuant to which a term loan
of up to an aggregate principal amount of $15 million and a revolving loan
facility up to an aggregate principal amount of $15 million is available to the
Company pursuant to the terms and conditions thereof. The Company's availability
under the revolving loan facility is limited by reference to a borrowing base of
eligible accounts receivable (less certain reserves) multiplied by an advance
rate.

The Loan Agreement provides for an initial term loan advance of $10 million,
which closed on March 11, 2013, and an additional term loan advance of up to $5
million, which is contingent upon the Company being current in its SEC filings
and achieving certain revenue levels for two consecutive quarters. During the
first year, the term loan will bear interest in cash at an annual interest rate
equal to the greater of 12.50% or prime plus 8.75%. After the first year, if no
event of default exists on the first anniversary of the closing of the Loan
Agreement, the term loan will bear interest in cash at an annual rate equal to
the greater of 10% or prime plus 6.25%. In addition to cash interest, the term
loan will accrue payment in kind ("PIK") interest at a PIK interest rate of
3.0% per year. The Loan Agreement provides for interest-only payments on the
term loan for six months and repayment of the aggregate outstanding principal
balance of the term loan in monthly installments starting on November 1, 2013
and continuing through April 1, 2016.

The agreement also provides the Company access to a $10 million revolving loan
facility which must be repaid in full on April 1, 2016. An additional $5 million
of the revolving loan facility will be available to the Company upon the Company
obtaining additional financing of at least $10 million. The loans under the
revolving loan facility will bear interest at an annual rate equal to the
greater of 9% or prime plus 5.25%.

Upon the occurrence and during the continuation of an event of default under the
Loan Agreement, the interest rate applicable to all obligations thereunder
(including the term loan and the revolving loans), shall be increased by 2% per
annum.

The Company is obligated to pay an unused line fee on the revolving loan
facility of 0.50% per annum times the unused portion of the revolving
commitment. Unless the revolving loan facility has been terminated prior to
either such date, on each of the first and second anniversaries of the closing
date of the Loan Agreement, the Company is obligated to pay a fee of 1.0% times
the revolving commitment.

If all loans under the Loan Agreement are repaid and the revolving loan facility
is terminated prior to the scheduled maturity of the Loan Agreement, the Company
will be obligated to pay a prepayment charge to the Lender equal to: if prepaid
and terminated in any of the first 12 months following the closing date, 2.00%
of the amount of the term loans and the revolving commitment; after 12 months
following the closing date but prior to 24 months following the Closing Date,
1.50% of the amount of the term loans and the revolving commitment; and
thereafter, 1.00% of the amount of the term loans and the revolving commitment.

On the earliest to occur of (i) the final maturity date of the term loans,
(ii) the date that the Company prepays the outstanding obligations under the
Loan Agreement, or (iii) the date that such obligations become due and payable,
the Company shall be obligated to pay the Lender an exit charge of $375,000.

Per the financial covenants, the Company must raise a minimum of $20 million in
new equity or subordinated debt no later than January 31, 2014, of which $10
million in new equity or subordinated debt must be raised no later than May 31,
2013.

The Loan Agreement provides for customary events of default. If an event of
default occurs and is continuing, the Lender may terminate and suspend its
obligation to make loans under the Loan Agreement, accelerate amounts due under
the Loan Agreement, exercise remedies against the collateral and exercise other
rights and remedies. In the case of certain events of default related to
insolvency, the commitment of the Lender will be automatically terminated and
all outstanding obligations of the Company will become immediately due and
payable.

In connection with the Loan Agreement, the Lender was granted a security
interest in substantially all of the personal property of the Company and its
domestic subsidiaries, whether now owned or hereafter acquired.

Pursuant to the Loan Agreement, the Company issued Hercules a warrant (the
"Warrant") to purchase a number of shares of the Company's common stock equal to
the quotient obtained by dividing $1.5 million by the exercise price of the
Warrant which is initially set at $2.18 per share, resulting in 688,073 shares
of common stock issuable upon full exercise of the Warrant. The $2.18 exercise
price of the Warrant was set at the VWAP of the Company's common stock for the
30-day period prior to the date the Warrant was issued. If the Company
consummates a financing of at least $10 million in new equity or subordinated
debt prior to May 31, 2013 in which the Company issues shares of common stock or
securities that are exercisable or convertible into shares of common stock and
the effective price per shares of common stock in that financing is less than
the exercise price of the Warrant, then the exercise price of the Warrant

shall automatically be reduced to equal the price per share of common stock in
such financing and, as a result, the number of shares of common issuable upon
exercise of the Warrant shall increase such that the product of the newly
adjusted number of shares of common stock and the reduced exercise price per
share will equal $1.5 million. Alternatively, if the Company consummates a
financing of at least $10 million in new equity or subordinated debt prior to
May 31, 2013 in which the Company issues shares of preferred stock or securities
that are exercisable or convertible into shares of preferred stock of the
Company, then the holder of the Warrant may elect to have the Warrant convert
into $1.5 million shares of such preferred stock or such other securities at a
price per share/security paid by the investors in such financing. The Warrant
has a term of five years from the date of issuance.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 above with respect to the Loan Agreement
is incorporated by reference into this Item 2.03.

Item 3.02 Unregistered Sales of Equity Securities.

The information set forth in the penultimate paragraph above relating to the
Company's issuance of the Warrant to Hercules is incorporated by reference
herein. The Warrant was issued in private placement exempt from the registration
requirements of the Securities Act of 1933, as amended, pursuant to
Section 4(a)(2) thereof.

Item 9.01 Financial Statements and Exhibits

A list of exhibits filed herewith is contained on the Exhibit Index which
immediately follows the signature page of this Form 8-K and is incorporated
herein by reference.